Culture change (CC) in long-term care (LTC) represents a set of increasingly adopted models that have had only limited research on their successes and challenges. CC was developed as an alternative to the institutional and hierarchical model characteristic of many LTC settings, which research has shown to be associated with a loss of older adults? autonomy, dignity, privacy, and choice; consistently low quality of care; poor resident health outcomes; and staff dissatisfaction. CC is broadly described as a transformational process leading to a better quality of life, but its exact definition varies widely. Currently, there is a nationwide movement to implement CC models in assisted living (AL) as well as nursing homes because the AL sector has become increasingly institutionalized despite its origin as a social model of care. For this proposed research, our work will examine how CC is locally defined in one AL setting which has been undergoing CC for several years. We will investigate how local definitions of CC incorporate critical components that include resident and staff empowerment; collaborative decision-making; person-centered care; and flexibility in a care environment that has been ?transformed? to benefit the health and wellness of both residents and employees. A key criterion of CC is the production of a resident-directed and staff- supported program of daily living that addresses the residents? personal, social, and medical needs and desires. Our previous study of this site provides a longitudinal context to the proposed research to see how CC has fared over time, to explore its effect on the quality of life and health for residents and staff, and to examine the impact of increasingly more residents moving in to AL with Alzheimer?s disease and related dementias. While CC has often been presented as a unified or seamless movement toward a shared goal of LTC reform, our prior research indicates that LTC settings vary greatly in their approach to the achievement of CC. To date, there have been few studies of CC in LTC settings that assess its implementation, challenges, barriers, benefits, and meanings, especially over time and especially concerning Alzheimer?s disease itself. In addition, CC research has yet to fully capture the perspectives of frontline workers (direct care, housekeeping, maintenance, and dietary) in these environments. These are critical gaps in research because residents in LTC have most day-to-day contact with frontline workers since they provide 80 ? 90% of care. This proposed research would focus on how CC is defined, experienced, and sustained by residents, family, frontline staff, and managers in one AL; compare data collected on one AL across three NIA-supported grants to understand how CC was introduced, monitored, and reinterpreted locally over time; and examine how the CC philosophy adapts to the increasing numbers of AL residents living with Alzheimer?s disease and related disorders. Participant observation and in-depth ethnographic interviewing will be conducted at one Maryland AL that is undergoing intentional CC. Standard methods of qualitative data analysis will be utilized.